Propanc Biopharma, Inc. announced that it has entered into a securities purchase agreement with June Investor for a private placement of a convertible promissory note at principal amount of $65,000 for gross proceeds of $$65,000 on June 29, 2023. The note will be issued at par value $0.001 per share and will mature on June 29, 2024. The note will carry interest at a fixed rate of 8% per annum.

The conversion price for the June Note is equal to 65% of the market price of the common stock. The investor has the option to convert all or any amount of the principal face amount of note, at any time during the period beginning on the date which is one 180 days following the date of this note and ending on the later of the maturity date and the date of payment of the default amount if an event of default occurs. The investor shall be restricted from effecting a conversion if such conversion, along with other shares of its common stock beneficially owned by investor and its affiliates, exceeds 4.99% of the outstanding shares of its common stock.

During the first 60 days following the date of the June Note, the company has the right to prepay the principal and accrued but unpaid interest due under the June Note issued, together with any other amounts that the Company may owe the June Investor under the terms of the June Note, at a 110% premium of the face amount plus accrued and unpaid interest and any other amounts owed to the June Investor, which increases to (i) 115% if prepaid after 60 days, but less than 91 days from the issuance date, (ii) 120% if prepaid after 90 days, but less than 121 days from the issuance date, (iii) 125% if prepaid after 120 days, but less than 151 days from the issuance date, and (iv) 129% if prepaid after 150 days, but less than 181 days from the issuance date. After this initial 180-day period, the Company does not have a right to prepay the June Note. The company will pay $5,000 to reimburse investor’s legal fees in the transaction.

The June Note and the Warrant were issued pursuant to the private placement exemption from registration provided by Section 4(a)(2) of the Securities Act and by Rule 506 of Regulation D promulgated thereunder.